Aviom Pro64 Network Manager - Manual (Page 159)

150 P
ro
64 N
etwork
M
aNager
U
ser
g
Uide
UNDER THIS AGREEMENT, WHETHER IN TORT, CONTRACT OR OTHERWISE, TO LICENSEE OR
ANY OTHER PERSON OR ENTITY INCLUDING ANY DAMAGES CAUSED TO AVIOM PRODUCTS
FROM USE OF ALL OR ANY PART OF TH E SOFTWARE.
Consequential Damages, Etc. (b) AVIOM SHALL IN NO EVENT BE LIABLE
TO LICENSEE OR ANY OTHER PERSON OR ENTITY FOR ANY LOST PROFITS, OR
CONSEQUENTIAL, INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, OR SIMILAR DAMAGES,
INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, DAMAGES TO
HARDWARE INCLUDING BUT NOT LIMITED TO AVIOM PRODUCTS, IMPAIRMENT OR
LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, AVIOM
PRODUCT FAILURE OR MALFUNCTION, LOSS OF WORK PRODUCT, OR ANY AND ALL OTHER
COMMERCIAL DAMAGES OR LOSSES, DIRECT OR INDIRECT, WHETHER IN TORT, CONTRACT,
OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION (I) REFLECT (c)
AN ALLOCATION OF RISK GIVEN THE AMOUNTS PAYABLE UNDER THIS AGREEMENT
AND (II) SHALL REMAIN FULLY OPERATIVE EVEN IF THE LIMITED REMEDY SET FORTH
IN THE AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE OR IS OTHERWISE HELD TO BE
UNENFORCEABLE.
Export Regulations 8. . The transfer of technology across national boundaries is regulated by the U.S.
Government. Licensee agrees that Licensee shall not: (a) acquire, ship, transport, export or re-export the
Software, directly or indirectly, into any country in violation of any applicable law (including, but not limited
to, the United States Export Administration Act and the regulations promulgated thereunder); or (b) use the
Software for any purpose prohibited by such laws.
Miscellaneous 9.
.
Governing law; Jurisdiction (a) . The validity, interpretation, rights and obligations of the
parties and any dispute arising under this Agreement shall be governed by the laws of the Commonwealth
of Pennsylvania applicable to contracts between residents of Pennsylvania and wholly performed in
Pennsylvania. Neither the United Nations Convention on the International Sale of Goods, the 1974
Convention on the Limitation Period in the International Sale of Goods, nor any amendment or protocol to
either of the foregoing shall apply to this Agreement or the activities undertaken under or in respect of this
Agreement. The state and federal courts with jurisdiction over Chester County, Pennsylvania shall have
exclusive jurisdiction over any case, controversy or dispute concerning this Agreement or its performance or
the Software; provided that Aviom may seek injunctive relief in any court of competent jurisdiction.
Severability (b) . If any provision of this Agreement shall be determined to be void, invalid,
unenforceable or illegal for any reason, then the validity and enforceability of all the remaining provisions
hereof shall not be affected thereby.
Failure to Exercise Rights (c) . The failure of either party to exercise any of its rights under
this Agreement for a breach thereof shall not be deemed to be a waiver of those rights or a waiver of any
subsequent breach of the same or any other provision.
Titles (d) . The titles of the Sections of this Agreement are for convenience only and do not in
any way limit or amplify the terms and conditions of this Agreement.
Entire Agreement (e) . This Agreement constitutes the entire understanding between the parties
with respect to the subject matter of this Agreement and supersedes any and all prior and contemporaneous
understandings, statements, warranties, representations and agreements, both oral and written, relating
thereto. This Agreement cannot be modified except in a writing signed by the party against whom
enforcement is sought.